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<br />I <br /> <br />I <br /> <br />I <br /> <br />Section 3. Books and Records; Approval of Programs <br />and Financial Statements. The Corporation shall keep <br />correct and complete books and records of account and shall <br />also keep minutes of the proceedings of its Board of <br />Directors and committees having any of the authority of the <br />Board of Directors. All books and records of the Corpora- <br />tion may be inspected by any director or his agent or <br />attorney for any proper purpose at any reasonable time; and <br />at all times the Governing Body will have access to the <br />books and records of the Corporation. The Unit shall be <br />entitled to approve all programs and expenditures of the <br />Corporation and annually review any financial statements of <br />the Corporation. <br /> <br />section 4. Nonprofit Corporation. The Corporation <br />shall be a nonprofit corporation, and no part of its net <br />earnings remaining after payment of its expenses shall inure <br />to the benefit of any individual, firm or corporation, <br />except that in the event the Board of Directors of the <br />Corporation (the "Board of Directors") shall determine that <br />sufficient provision has been made for the full payment of <br />the expenses, bonds and other obligations of the Corporation <br />issued to finance all or part of the cost of a project, then <br />any net earnings of the Corporation thereafter accruing with <br />respect to said project shall be paid to the unit. <br /> <br />ARTICLE II <br /> <br />BOARD OF DIRECTORS <br /> <br />section 1. Powers, Number and Term of Office. The <br />property and affairs of the Corporation shall be managed and <br />controlled by the Board of Directors and, subject to the <br />restrictions imposed by law, the Articles of Incorporation <br />and these Bylaws, the Board of Directors shall exercise all <br />of the powers of the Corporation. <br /> <br />The Board of Directors shall consist of seven (7) <br />directors, each of whom shall be appointed by the Governing <br />Body. <br /> <br />The directors constituting the first Board of Directors <br />shall be those directors named in the Articles of Incorpora- <br />tion, each of whom shall serve for six (6) years or until <br />his or her successor is appointed as hereinafter provided. <br />Subsequent directors shall hold office for a term of six (6) <br />years or until their successors are appointed as hereinafter <br />provided. <br /> <br />-2- <br />